<PAGE> 1
FORM 8-A
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
JLK DIRECT DISTRIBUTION INC.
(Exact name of registrant as specified in its charter)
-------------------------------------------------------------------------------
(State of Incorporation) (I.R.S. Employer Identification No.)
PENNSYLVANIA 23-2896928
-------------------------------------------------------------------------------
STATE ROUTE 981 SOUTH, P.O. BOX 231, LATROBE, PA 15650-0231
(Address of Principal Executive Offices)
If this Form relates to the registration of a class of debt securities and
is effective upon filing pursuant to General Instruction A.(c)(1), please check
the following box. [ ]
If this Form relates to the registration of a class of debt securities and
is to become effective simultaneously with the effectiveness of a concurrent
registration statement under the Securities Act of 1933, pursuant to General
Instruction A.(c)(2), please check the following box. [ ]
Securities to be registered pursuant to Section 12(b) of the Act:
Title of each class Name of each exchange on which
to be so registered each class is to be registered
------------------- ------------------------------
CLASS A COMMON STOCK, par value $0.01 New York Stock Exchange
Securities to be registered pursuant to Section 12(g) of the Act:
NONE
<PAGE> 2
Item 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
Incorporated herein by reference is information contained in the
Registrant's Amendment No. 1 to the Registration Statement on Form S-1
(Registration Statement No. 333-25989) (the "S-1 Registration Statement"), filed
with the Securities and Exchange Commission on June 4, 1997.
Item 2. EXHIBITS.
1. Copy of Amendment 1 to the S-1 Registration Statement.
2. Amended and Restated Articles of Incorporation of JLK Direct Distribution
Inc.
Pursuant to the Instructions as to Exhibits to Form 8-A, these Exhibits
have been filed with the New York Stock Exchange but not with the Securities
and Exchange Commission.
<PAGE> 3
Pursuant to the requirements of Section 12 of the Securities Exchange Act of
1934, as amended, the Registrant has duly caused this registration statement to
be signed on its behalf by the undersigned, thereto duly authorized.
JLK DIRECT DISTRIBUTION INC.
By: /s/ MICHAEL J. MUSSOG
------------------------------
Name: Michael J. Mussog
Title: Vice President & CFO
Date: June 5, 1997